Form 8-K Hillenbrand, Inc. For: Feb 04
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.� 20549
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FORM�8-K
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CURRENT REPORT
Pursuant to Section�13 or 15(d)�of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): February�4, 2015
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HILLENBRAND,�INC.
(Exact Name of Registrant as Specified in Charter)
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Indiana | � | 1-33794 | � | 26-1342272 |
(State of Incorporation) | � | (Commission File Number) | � | (IRS Employer Identification No.) |
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One Batesville Boulevard | � | � |
Batesville,�Indiana | � | 47006 |
(Address of Principal Executive Offices) | � | (Zip Code) |
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Registrants telephone number, including area code: � (812) 934-7500
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Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form�8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o��� Written communications pursuant to Rule�425 under the Securities Act (17 CFR 230.425)
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o��� Soliciting material pursuant to Rule�14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o��� Pre-commencement communications pursuant to Rule�14d-2(b)�under the Exchange Act (17 CFR 240.14d-2(b))
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o��� Pre-commencement communications pursuant to Rule�13e-4(c)�under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02.� Results of Operations and Financial Condition
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On February�4, 2015, Hillenbrand,�Inc. (the Company ) announced its earnings for the first quarter ended December�31, 2014.� This announcement is more fully described in the press release filed as Exhibit�99.1 to this Current Report on Form�8-K.� The Company will sponsor a conference call and simultaneous webcast at 8�a.m. EST Thursday, February�5, 2015. The webcast will be accessible on the Companys website at http://ir.hillenbrand.com .
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The information in this Report, including any Exhibits, shall not be deemed to be filed for purposes of Section�18 of the Securities Exchange Act of 1934, as amended (the Exchange Act ), or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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Item�9.01 Financial Statements and Exhibits.
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(d)�� Exhibits
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Exhibit No | � | Description |
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99.1 | � | Press Release dated February�4, 2015, issued by the Company |
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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� | HILLENBRAND,�INC. | |
Date: February�4, 2015 | � | � |
� | � | � |
� | BY: | /s/ Kristina A. Cerniglia |
� | � | Kristina A. Cerniglia |
� | � | Senior Vice President and |
� | � | Chief Financial Officer |
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Date: February�4, 2015 | � | � |
� | BY: | /s/ Theodore S. Haddad, Jr. |
� | � | Theodore S. Haddad, Jr. |
� | � | Vice President, Interim Controller and |
� | � | Chief Accounting Officer |
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EXHIBIT�INDEX
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Exhibit No | � | Description |
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Exhibit�99.1 | � | Press Release dated February�4, 2015, issued by the Company |
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Exhibit 99.1
Hillenbrand First-Quarter Revenue Increased 4% to $402 Million
"Process Equipment Group revenue increased 6% to $256 million
"Batesville revenue increased 2% to $145 million
"Diluted EPS increased to $0.46 ($0.49 on adjusted basis)
BATESVILLE, Indiana, February 4, 2015 -- /PRNewswire/ -- Hillenbrand, Inc. (NYSE: HI) reported results today for the first quarter ended December 31, 2014. Revenue grew 4% over the prior year to $402 million (8% constant currency). The Process Equipment Group increased revenue by 6% to $256 million (12% constant currency) and finished the quarter with $590 million in order backlog, 3% below the prior year, but 4% higher on a constant currency basis. Batesville revenue increased 2% to $145 million driven by a higher number of North American burials.
Net income increased 38% to $29.7 million ($0.46 per diluted share), while adjusted net income increased 43% to $31.4 million ($0.49 per diluted share). Adjusted EBITDA increased 19% to $63.4 million and adjusted EBITDA margin improved by 200 basis points to 15.8%. The increase in adjusted EBITDA was driven primarily by improved profitability for the Process Equipment Group. Operating cash flow was negative $42 million, primarily due to an increase in working capital balances for large projects in the Process Equipment Group and a litigation settlement for Batesville.
We are pleased with the continued growth and profitability improvements delivered by the Process Equipment Group, and we are encouraged by a healthy project pipeline, particularly for North American shale gas related polyolefin projects. Batesville also delivered a solid performance this quarter. Both the burial casket and cremation products businesses experienced higher volume, due in part to a more severe flu season this year compared to last, said Joe A. Raver, president and chief executive officer of Hillenbrand. Operating cash flow was negative, as the timing of a few very large process equipment projects required higher working capital in the quarter. We expect to see cash flow improve throughout the year as those projects are delivered and we receive payment.
Conference Call Information
Date/Time: ������������8:00 a.m. EST, Thursday, February 5, 2015
Dial-In for U.S. and Canada: ����1-877-201-0168
Dial-In for International: ��������+1-647-788-4901
Conference call ID number: ����60438544
Webcast link:�������� ����http://ir.hillenbrand.com (archived through Thursday, March 5, 2015)
Replay - Conference Call
Date/Time:������������Available until midnight EST, Thursday, February 19, 2015
Dial-In for U.S. and Canada:����1-855-859-2056
Dial-In for International:��������+1-404-537-3406
Conference call ID number:����60438544
Hillenbrands financial statements on Form 10-Q are expected to be filed jointly with this release and will be available on the Companys website (www.Hillenbrand.com).
In addition to the financial measures prepared in accordance with accounting principles generally accepted in the U.S. (GAAP), this earnings release also contains non-GAAP operating performance measures. These non-GAAP measures are referred to as adjusted and exclude expenses associated with backlog amortization, inventory step-up, business acquisitions and integration, restructuring, and litigation. The related income tax for all of these items is also excluded. This non-GAAP information is provided as a supplement, not as a substitute for, or as superior to, measures of financial performance prepared in accordance with GAAP.
Hillenbrand uses this non-GAAP information internally to make operating decisions and believes it is helpful to investors because it allows more meaningful period-to-period comparisons of ongoing operating results. The information can also be
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used to perform trend analysis and to better identify operating trends that may otherwise be masked or distorted by the types of items that are excluded. Finally, Hillenbrand believes this information provides a higher degree of transparency.
An important non-GAAP measure Hillenbrand uses is adjusted earnings before interest, income tax, depreciation, and amortization ( adjusted EBITDA ). As previously discussed, a part of Hillenbrands strategy is to selectively acquire companies that we believe can benefit from the Hillenbrand Business System to spur faster and more profitable growth. Given that strategy, it is a natural consequence to incur related expenses, such as amortization from acquired intangible assets and additional interest expense from debt-funded acquisitions. Accordingly, we use adjusted EBITDA, among other measures, to monitor business performance.
Another important non-GAAP operational measure used is backlog. Backlog is not a term recognized under GAAP; however, it is a common measurement used in the Process Equipment Groups industry. Order backlog represents the amount of consolidated revenue that we expect to realize on contracts awarded related to the Process Equipment Group. Backlog includes expected revenue from large systems, equipment, and to a lesser extent, replacement parts, components, and service. The length of time that projects remain in backlog can span from days for replacement parts and service to approximately 18 months for larger system sales. Backlog includes expected revenue from the remaining portion of firm orders not yet completed, as well as revenue from change orders to the extent that it is reasonably expected to be realized. For purposes of calculating backlog, 100% of estimated revenue attributable to consolidated subsidiaries is included. A small number of these subsidiaries are not 100% owned by Hillenbrand, although the aggregate un-owned portion of these subsidiaries is immaterial to Hillenbrand as a whole.
Future revenue for the Process Equipment Group is influenced by backlog because of the lead time involved in fulfilling engineered-to-order equipment for customers. Although backlog can be an indicator of future revenue, it does not include projects and parts orders that are booked and shipped within the same quarter. The timing of order placement, size, extent of customization, and customer delivery dates can create fluctuations in backlog and revenue. Revenue attributable to backlog is also affected by foreign exchange fluctuations for orders denominated in currencies other than United States dollars.
Net revenue is analyzed on a constant currency basis to better measure the comparability of results between periods. This information is provided because exchange rates can distort the underlying change in sales, either positively or negatively.
See below for a reconciliation from GAAP operating performance measures to the most directly comparable non-GAAP (adjusted) performance measures. There is no GAAP financial measure comparable to backlog; therefore, a quantitative reconciliation of backlog is not provided.
Hillenbrand (www.Hillenbrand.com) is a global diversified industrial company that makes and sells premium business-to-business products and services for a wide variety of industries. We pursue profitable growth and meaningful dividends for our shareholders by leveraging our leading brands and robust cash generation capabilities.
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Hillenbrand,�Inc.
Consolidated Statements of Income (Unaudited)
(in millions, except per share data)
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Three Months Ended December 31, | |||||||
� | 2014 | 2013 | |||||
Net revenue | $ | 401.5 | $ | 384.9 | |||
Cost of goods sold | 263.1 | 253.9 | |||||
Gross profit | 138.4 | 131.0 | |||||
Operating expenses | 91.2 | 94.0 | |||||
Operating profit | 47.2 | 37.0 | |||||
Interest expense | 5.7 | 6.3 | |||||
Other expense, net | (0.1 | ) | |||||
Income before income taxes | 41.5 | 30.6 | |||||
Income tax expense | 11.8 | 9.0 | |||||
Consolidated net income | 29.7 | 21.6 | |||||
Less: Net income attributable to noncontrolling interests | 0.2 | 1.3 | |||||
Net income(1) | $ | 29.5 | $ | 20.3 | |||
Net income(1)� per share of common stock: | � | � | |||||
Basic earnings per share | $ | 0.47 | $ | 0.32 | |||
Diluted earnings per share | $ | 0.46 | $ | 0.32 | |||
Weighted average shares outstanding (basic) | 63.1 | 63.1 | |||||
Weighted average shares outstanding (diluted) | 63.9 | 63.7 | |||||
Cash dividends per share | $ | 0.2000 | $ | 0.1975 | |||
(1)�Net income attributable to Hillenbrand
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See Condensed Notes to Consolidated Financial Statements
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Condensed Consolidated Statements of Cash Flow
(in millions)
Three Months Ended December 31, | |||||||
� | 2014 | 2013 | |||||
Net cash (used in) provided by operating activities | (41.9 | ) | $ | 45.9 | |||
Net cash used in investing activities | (7.8 | ) | (6.2 | ) | |||
Net cash provided by (used in) financing activities | 42.3 | (19.3 | ) | ||||
Effect of exchange rate changes on cash and cash equivalents | 1.4 | (0.8 | ) | ||||
Net cash flows | (6.0 | ) | 19.6 | ||||
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Cash and cash equivalents: | |||||||
At beginning of period | 58.0 | 42.7 | |||||
At end of period | $ | 52.0 | $ | 62.3 | |||
Reconciliation of Non-GAAP Measures
(in millions, except per share data)
Three Months Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||
� | GAAP | Adjustments | � | Adjusted | GAAP | Adjustments | � | Adjusted | |||||||||||||||
Cost of goods sold | $ | 263.1 | $ | (1.2 | ) | (a) | $ | 261.9 | $ | 253.9 | $ | (0.1 | ) | (d) | $ | 253.8 | |||||||
Operating expenses | 91.2 | (1.5 | ) | (b) | $ | 89.7 | 94.0 | (2.1 | ) | (e) | 91.9 | ||||||||||||
Income tax expense | 11.8 | 0.8 | (c) | $ | 12.6 | 9.0 | 0.6 | (c) | 9.6 | ||||||||||||||
Net income(1) | 29.5 | 1.9 | � | $ | 31.4 | 20.3 | 1.6 | � | 21.9 | ||||||||||||||
Diluted EPS | 0.46 | 0.03 | � | $ | 0.49 | 0.32 | 0.02 | � | 0.34 | ||||||||||||||
Ratios: | � | � | � | � | � | � | � | � | |||||||||||||||
Gross margin | 34.5 | % | 0.3 | �% | 34.8 | % | 34.0 | % | 0.1 | �% | 34.1 | % | |||||||||||
Operating expenses as a % of revenue | 22.7 | % | (0.4 | )% | 22.3 | % | 24.4 | % | (0.5 | )% | 23.9 | % | |||||||||||
1�Net income attributable to Hillenbrand | |
� | P = Process Equipment Group; B = Batesville; C = Corporate |
(a) | Restructuring ($1.2 B) |
(b) | Restructuring ($0.3 P, $0.4 C), business acquisition and integration costs ($0.1 P, $0.2 C), litigation costs ($0.5 B) |
(c) | Tax effect of adjustments |
(d) | Restructuring ($0.1 B) |
(e) | Business acquisition and integration costs ($0.7 P, $1.2 C) and restructuring ($0.2 P) |
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Three Months Ended December 31, | |||||||
2014 | 2013 | ||||||
Adjusted EBITDA: | � | � | |||||
Process Equipment Group | $ | 38.1 | $ | 26.7 | |||
Batesville | 32.6 | 34.5 | |||||
Corporate | (7.3 | ) | (8.0 | ) | |||
Less: | � | � | |||||
Interest income | (0.3 | ) | (0.2 | ) | |||
Interest expense | 5.7 | 6.3 | |||||
Income tax expense | 11.8 | 9.0 | |||||
Depreciation and amortization | 15.0 | 14.3 | |||||
Business acquisition and integration | 0.3 | 1.9 | |||||
Restructuring | 0.7 | 0.3 | |||||
Litigation | 0.5 | ||||||
Consolidated net income | $ | 29.7 | $ | 21.6 | |||
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Throughout this release, we make a number of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. As the words imply, forward-looking statements are statements about the future, as contrasted with historical information. Our forward-looking statements are based on assumptions and current expectations of future events that we believe are reasonable, but by their very nature they are subject to a wide range of risks. If our assumptions prove inaccurate or unknown risks and uncertainties materialize, actual results could vary materially from Hillenbrands expectations and projections.
Words that could indicate that we are making forward-looking statements include the following:
Intend | believe | plan | expect | may | goal | would |
Become | pursue | estimate | will | forecast | continue | could |
Targeted | encourage | promise | improve | progress | potential | should |
This is not an exhaustive list. Our intent is to provide examples of how readers might identify forward-looking statements. The absence of any of these words, however, does not mean that the statement is not forward-looking.
Here is the key point: Forward-looking statements are not guarantees of future performance, and our actual results could differ materially from those set forth in any forward-looking statements. Any number of factors, many of which are beyond our control, could cause our performance to differ significantly from what is described in the forward-looking statements. These factors include, but are not limited to: the outcome of any legal proceedings that may be instituted against Hillenbrand, or any companies we may acquire; risks that an acquisition disrupts current operations or poses potential difficulties in employee retention or otherwise affects financial or operating results; the ability to recognize the benefits of an acquisition, including potential synergies and cost savings or the failure of an acquired company to achieve its plans and objectives generally; global market and economic conditions, including those related to the credit markets; volatility of our investment portfolio; adverse foreign currency fluctuations; involvement in claims, lawsuits and governmental proceedings related to operations; labor disruptions; the dependence of our business units on relationships with several large providers; increased costs or unavailability of raw materials; continued fluctuations in mortality rates and increased cremations; competition from nontraditional sources in the death care industry; cyclical demand for industrial capital goods; and certain tax-related matters. For a more in-depth discussion of these and other factors that could cause actual results to differ from those contained in forward-looking statements, see the discussions under the heading Risk Factors in Part II, Item 1A of Hillenbrands Form 10-Q for the quarter ended December 31, 2014, filed with the Securities and Exchange Commission on February 4, 2015. The company assumes no obligation to update or revise any forward-looking information.
CONTACT
Chris Gordon, Director, Investor Relations
Phone: 812-931-5001
Email: [email protected]